The Genesis Quest
by shanejayell
Summary: An old friend of the XMen returns plotting revenge. KILLED DUE TO LACK OF INTEREST. Final OMAKE up!
1. Prelude

Disclaimer: I own none of the characters from X-Men, I'm only borrowing them for awhile. Also, this fic will tie in to Adventures of Shadowcat and Rogue as well as the just completed Excalibur Alternative.

The Genesis Quest: Reflections.

Madelyne Pryor also known as Genesis dismissed Mr. Sinister, the redhead in green body armor turning towards the window and gazing out at the icy territory of Antarctica stretching out around them. The floating castle was invisible to all sensors and observation satelites, only a up close naked eye view could disrupt the cloaking effect. The castle, along with her other new resources were part of a chain of events she could barely believe herself... and she had been there, so to speak.

"Malice," Madelyne called.

"Yes?" the computer's feminine voice answered.

Once a disembodied intelligence serving Sinister Malice had nearly died, her consciousness torn apart in a encounter with Polaris. Using her telepathy Madelyne had stitched her back together, ultimately installing her into the castle's computers. While basically untrustworthy Malice had proved loyal so far, mostly because she enjoyed seeing Sinister brought so low as to serve Madelyne.

"I want to create a journal, please. First entry dated today," Madelyne said as she left the main hall, heading down the hall past her war room, kitchen and eventually to her bedroom.

"Ready to record," Malice reported.

"My name is Madelyne Pryor," she said as she unclipped the red cape off her armor, catching and folding it with smooth grace, "but you could as easily call me Madelyne Grey. I'm a clone of Jean Grey, a copy who was created for the sole purpose of becoming breeding stock in Mr. Sinister's schemes."

In her armor Madelyne walked over to a concealed bar, poring herself a drink. "I met and married Scott Summers, a act I now believe as caused by subconscious programing Sinister implanted." she said bitterly. "We bore a child together, then Scott deserted me... a act that also played right into Sinister's hands."

"I was attacked at home by his Marauders and fled Alaska with our son Nathan, eventually making it down to San Francisco before they finally caught up with me. Taking the child away they were ready to kill me when the X-men arrived... a meeting that caused real mixed feelings in me."

"I had blamed the X-men for a lot of our marriage troubles," Madelyne softly mused as she sat in a soft chair in the corner of the room, "but I suppose that was irrational. Even more uncomfortable was the activation of a second Sinister mind program that led me to try to seduce Havok, Scott's brother."

Madelyne sighed softly, thinking of Alex Summers for a moment. A less confident and secure version of Scott he had been easy prey for her. She had begin to work on him after she joined the X-men unofficially, eventually following the team to their supposed deaths in Dallas and rebirth in Australia.

"After I was contacted by the demons of Limbo things began to spiral more and more out of my control," Madelyne admitted. "I found myself with powers that corrupted anyone nearby me, at war with Scott's new team X-Factor and committed to sacrificing Nathan to open a portal to hell. Or Limbo, whichever's closer."

"In the end Scott and Jean defeated me, and in a last moment of insanity I attempted to kill myself and take Jean with me," she smiled wryly, "only to fail once more. And that, as they say, should have been the end of me."

"But it wasn't," Madelyne took a drink to soothe her dry throat. "Nate Grey, the alternate universe counterpart of my son accidentally recreated me as a amnesiac, using immense psionic energies and the scattered remnants of my consciousness. I accompanied him for awhile then fell in with the Hellfire Club, where I eventually regained my full memories."

"I left the club and debated my future, but there was one thing I knew I had to do: deal with Sinister." A smile teased Madelyne's lips, "Finding Sinister's bases with my new abilities wasn't too hard, and in the process of punishing him I also discovered the Celestial technology that he and Apocolypse had, and took it for my own."

Madylene paused, "Save and end entry."

"Understood," Malice said.

"Recording your memoirs?" the mocking voice asked.

Madelyne turned as the black haired woman entered, smiling faintly. Selene smiled back as she slinked across the floor in black leather, a sinple piece catsuit that clung to every curve. "I was just killing time till you returned," Madelyne said, getting up from her seat, walking over and stroking the pale skinned woman's cheek.

Selene was a ageless mutant vampire, one who had tangled with the X-men both on her own and along with the Hellfire club. It was during Madelyne's association with the club that they met, Selene helping her understand her expanded powers. It was also then that Selene had seduced her, drawing Madelyne into a affair that only ended when she left the club. After Madelyne defeated Sinister she called Selene, and their relationship had resumed.

"Sebastian's up to his old tricks," Selene sighed as she leaned into Madelyne's touch, "his recruiting for a team to overthrow Dacosta from the Hellfire club. I turned him down, of course,"

"Of course," Madelyne kissed her lingeringly.

Selene's voice was faintly husky as she said, "You'd better stop that if you want to hear the rest of my intelligence report."

"Spoil sport," Madelyne teased as they moved to sit on a couch against one wall. Selene sat gracefully, draping her leather clad body over the silky fabric.

"You know about the outing of Xavier's school," Selene said, "as well as the other X-teams. Currently X-Corp, a non-profit organization, is organizing non-affiliated mutants while providing training, shelter and other services. The x-men are currently in four squads, the Xtreme, Gambit's squad, Cyclops team and Excalibur."

"I would have expected Storm to rejoin her team with the primary X-men," Madelyne looked surprised.

"I think Storm feels having her unit can be more effective as a proactive team, seeking out threats to human and mutant alike," Selene revealed.

"Is Storm aware of me?" Madelyne narrowed her eyes in concern.

"No," Selene shook her head, "in fact she helped us in stopping Stryfe. He was one of the few beings capable of threatening you."

"Good," Madelyne nodded.

"There's a interesting rumor floating around Xavier's school," Selene added maliciously, "it seems poor Jean is being cheated on."

"Scott is messing around?" Madelyne looked amused.

"With Emma Frost," Selene nodded. She looked thoughtful, "My first instinct is to assume she's manipulating him, but it's hard to say."

"Either way," Madelyne chuckled, "I like it." She looked thoughtful, "It's a nice piece of turn about... Jean unknowingly stole Scott from me, and now is losing him to another."

"Nate Grey is still missing," Selene said regretfully, "I'm not sure what happened after he stopped your counterpart Queen Jean, but he hasn't been seen since..."

"Hmm," Madelyne frowned, well aware of the debt she owed the boy. Shaking off her reflections she asked, "Are our agents in place?"

"The X-man Foxx is reporting as needed," Selene smiled, "and our plant in the Hellfire Club is firmly in place." A grin, "We know everything we need."

"Good," Madelyne nodded, "I'm tired of waiting."

Selene smirked as she looked at Madelyne with wanting in her eyes, "Me too."

Madelyne grinned as she kissed Selene once more, "But tonight, I can think of better things we can do."

To be continued...

Notes: Madelyne's history is a mess, and I attempted to clean it up as best as I could. My summary is accurate up to the point where she leave the Hellfire club, more or less. I am also completely ignoring a retcon in the later part of the X-Man series that revealed that Maddy was really a evil other dimensional counterpart of Jean, called "Queen Jean: who killed the Maddy that Nate ressurected.


	2. Livewires

X-Men, the Genesis Quest: One

Gambit moved gracefully across the rooftop, his purple and black light armored costume barely making a sound as the thief cat-walked his way along. His brown overcoat swirled a bit in the soft breeze, the many hidden pockets weighed down by throwing blades and other such items.

Quietly the brown haired, thin figure reached the side of the building, then balancing carefully on the edge of the roof he drew forth a small device. Leaning over the side to a waiting window he studied a small box that was built into the wall, then clipped on two wires from his device. A press of a button and he tensed up, waiting for a possible alarm, then relaxed once he saw things were still quiet.

It had been a few months since he had left the X-men, but Gambit had kept himself busy. Reverting to old habits Remy had redefined himself as a Robin Hood like figure, hitting the crime families then passing on much of the profits to the disadvantaged. Of course it was dangerous work, but he had to admit he loved the thrill of the jobs too.

Carefully Gambit slid the window open, then swung his body off of the roof and onto the room as silently as a cat. Looking around the dimly lit room he made his way stealthily to the door and out into a hallway. Drawing on the map he had memorized Remy made his way to the office on the second floor, easing the door open...

"You're late," the voice sounded amused as the lights came on.

'How did they sneak up on me?' was Gambit's first thought as he rapidly took in the two figures standing nearby. In the front was a tall, brown skinned man, muscles rippling beneath a combat vest loaded with ammo, a cannon over his shoulder along with a sword and a mysterious looking side arm. Beside him was a pale looking young lady with black hair, oddly dressed in black lace and frills, reminding him of someone from another era.

"Sorry, my friends, I didn't realize I had a appointment," Gambit smiled charmingly, trying to maintain a casual attitude.

"I had calculated you'd reach here in under a minute," the tall black man noted, "you disappoint me."

"Maybe you should have told him that, Ninja," the young lady noted with barely restrained amusement.

"So," Gambit studied them both warily as he asked, "you knew that I was coming here, Mr. Ninja?"

"Hollowpoint Ninja," he corrected flatly. "We were able to calculate this was your most likely target, yes," he agreed. He looked to his partner, "Gothic Lolita?"

"Smashing and bashing duty calls," Gothic Lolita smiled as the pale woman moved with inhuman speed and grabbed at Gambit.

With his usual grace Gambit tried to break free of her grip but was shocked at the power in her hold on his upper arm. 'She's super strong,' he realized, debating using his kinetic charging ability on her.

"Good night," Gambit never even saw the blow from Hollowpoint Ninja that knocked him out.

"Awww," Gothic Lolita sighed as he collapsed to the ground, "I wanted to play with him some more."

"Entertain yourself later," Hollowpoint Ninja said flatly as he picked up Gambit, "we have a job to do."

"Of course," Gothic Lolita conceded as they silently made their way out of the Advanced Ideas Manufacturing safe house.

A reddish brown haired young woman stuck her head out the window of the waiting jeep and called, "He was late, wasn't he?"

"Correct, Stem Cell," Hollowpoint Ninja agreed as he walked over to the vehicle, Gambit casually slung over his shoulder.

"I'll contact the boss," Stem Cell cheerfully said as she picked up the covertly modified cellphone. Dialing the number quickly she waited for the pickup then reported, "Ma'am? Our objective has been obtained."

"I wonder if Social Butterfly and Cornfed are finished their mission too?" Gothic Lolita asked as she climbed in the back seat, taking Gambit from Hollowpoint Ninja and laying him out in the back of the jeep.

"We haven't heard from them on internal communicators," Hollowpoint Ninja noted as he got in the passenger side, "therefore they're probably still working."

"We're on our way," Stem Cell nodded as she hung up. "Okay," she started up the engine, "we're off."

"Where to?" Gothic Lolita asked her as she stuck her head up between the front seats, her twin pigtails looking oddly cute.

"Deliver Gambit to our boss' local base," Stem Cell said simply, "then we'll be finished our obligation to her for helping repair the team."

"Hmm," Hollowpoint Ninja nodded slightly.

Stem Cell drove efficiently, but she couldn't help looking at her teammates fondly.

Just a short time ago Stem Cell and her comrades had been badly damaged, a nearly non-functioning team of androids called Livewires. Assembled from nanotechnology by SHIELD they had been tasked with finding and shutting down black projects, covertly funded operations developing illegal technology for terrorist groups. In what nearly became a suicide run they took on a modified SHIELD hellicarrier along with a army of Hydra Life Model Decoys, a battle that slaughtered the team. Only Stem Cell had been left alive after that, and had been faced with the seemingly impossible task of rebuilding her comrades.

'Which is when Genesis contacted me,' Stem Cell thought.

Using technology that was incredibly advanced even to the tech savvy Stem Cell the woman calling herself Genesis had regenerated the Livewires, them with Stem Cell's assistance had uploaded their damaged memory files. Her cost for restoring them seemed small enough, too, collecting a former X-Man as well as one other thing.

The jeep bumped as they made their way into the small town, passing by the traditional corner store, small bank and other small town touches. "This almost looks like a bad Norman Rockwell painting." Gothic Lolita noted.

"I don't like it," Hollowpoint Ninja noted as a child raced across the street to follow a bouncing ball.

"Social said they're at Victoria and Baker," Stem Cell said as they turned onto Victoria street, cruising past seemingly prosaic homes.

BOOM!

"Step on it," Gothic said firmly as a explosion went off just ahead.

Stem Cell floored them the jeep accelerating forward with a little jump. The fire up ahead lit up the sky, smoke pouring out of the home of Victoria and Baker. As they squealled to a stop Hollowpoint Ninja leapt out, scanning their surroundings.

"Are they...?" Stem Cell asked as she got out, Gothic Lolita following.

The front door blew out and three figures emerged, two smoking quite badly as their artificial flesh burned. Social Butterfly was a blonde, today, with a slim build and sexy eyes, dressed in a torn jumpsuit while Cornfed was his usual tall, bulky form with light brown hair and a oddly folksy attitude.

"Status?" Hollowpoint Ninja demanded as he searched for possible enemy forces.

"We're fine," Social Butterfly smiled sweetly, "just a bit singed."

"Who did it?" Stem Cell demanded.

"Dunno," Cornfed said as he hauled the woman over to the waiting jeep, "but the target's fine too."

"Good," Gothic Lolita nodded. She tilted her head to the side in a questioning way, "Stick around to see who did this, or bolt?"

"Unknown enemy with undisclosed capabilities," Hollowpoint Ninja noted, "it would be tactically unsound to stay."

Stem Cell nodded, "Everyone in the jeep, we're moving out."

"Ninja, can you ramp up your sensors?" Cornfed asked as they piled into the jeep, "Might give us some early warning."

"Will do," Hollowpoint Ninja nodded.

"Little tight in here," Social Butterfly complained good naturedly as she, Gothic and Cornfed climbed in, their two guests slung into the rear storage bay.

"We'll be out of this soon," Stem Cell promised as they raced off in a squeal of tires. 'But why does Genesis want Gambit,' she looked back towards their dusky skinned captive, 'and the supervillain Frenzy?'

To be continued...

Notes: Livewires was a six issue miniseries by Adam Warren featuring robotic heroes fighting black projects. Very cool book, strongly recommended.


	3. Xaviers Institute

X-Men, the Genesis Quest: Two

"All right Mr. Summers," Evangeline Whedon asked briskly as the black haired woman sat in the office of the headmaster of Xavier's Institute, "do you want to hear the bad news first or the worse news?"

"Worse news," Scott Summers answered, his brown hair falling into his ruby quartz covered eyes.

"You're the glass half empty type?" Evangeline asked as she adjusted her tie, her white blouse hugging her slim body.

"Something like that," Scott sighed. "So?"

"You and Jean Grey are being sued in the wrongful death of Madelyne Pryor," Evangeline said seriously.

"WHAT?" Scott blinked, sitting up in surprise.

"You and your wife are being sued," Evangeline calmly repeated, "by a woman claiming to be Madelyne's biological sister."

Emma Frost got up from where she was leaning against a couch, "But Madelyne was just a clone, created by Mister Sinister. She couldn't have a sister."

"True, but the judge involved doesn't know that," Evangelyne noted, "and it's going to be hell to prove for us."

"Lovely," Scott sighed. "And the bad news you mentioned?"

"Jean Grey is filing for divorce," Evangeline said calmly as she handed him several more papers, "on the grounds of infidelity."

"We knew that was coming," Emma sighed.

In the aftermath of the outing of the school, Emma Frost had offered her assistance as a therapist to Scott Summers, helping him overcome thr trauma he still carried after his possession by the mutant Apocolypse. However, during those sessions Emma had fallen for Scott, eventually drawing him into a sexual relationship, one that Jean found out about.

"I still can't believe that Jean convinced the Professor to move the students to the old Massachusetts Academy with her as headmaster," Scott mused, a frown on his face.

"It's not all that surprising," Evangeline pointed out reasonably, "Xavier's school is a target now that you're all outed. The Massachusetts Academy is a bit lower profile." Briskly she left copies of the various documents on Scott's desk, "I assume I'll be representing you in the wrongful death case?"

"Please," Scott nodded.

"You'll need to get a separate lawyer for the divorce, however," Evangeline said as she headed for the door.

"Why?" Emma asked dryly.

Evangeline gave Emma a dangerous look, "Because I've already been retained as Jean's lawyer in that case."

"Ready to go?" Marie D'Ancanto asked as Evangeline left the office. The brown haired woman wore a simple business suit, the only odd element being the eye-patch she wore on the left side of her face.

"Business is done, yeah," Evangeline agreed as both women walked through the oddly quiet halls of the Xavier Institute.

With most of the students gone the place was eerily quiet, and even the X-Men's numbers had been depleted by the split in ranks. Several major members, including Beast, Archangel and Colossus, had left along with Jean to help teach and protect the students.

"How did Scotty take the news?" the blonde haired young man asked as he strode up, his black costume shimmering with waves of white light.

"About as well as could be expected, Alex," Evangeline answered wryly.

Alex Summers, also known as Havok, looked at Marie with a somewhat disapproving look, "Nice to see you too, Miss D'Ancanto."

"Charmed," Marie answered dryly.

Alex's lips twitched up in a smile. "Sorry," he sighed as he explained, "it's been a rough couple of days."

"I can understand that," Marie agreed. "So who ended up staying here with Scott?"

"Me," Alex smiled wryly, "Northstar, Wolverine, Bishop, Cable, Stacy X, Juggernaut, Foxx, Husk and Chamber."

Evangeline sighed, "well, let's hope none of the big baddies decide to hit the Mansion. If they do, it could get VERY bad."

"You got that right," the fur covered young woman noted as she slinked up to them. A smile, "Name's Foxx." She looked oddly naked even with her fur, her full breasts bouncing slightly and bits of darker fur marking her nipples and crotch.

"Nice to meet you," Evangeline nodded, "new recruit?"

"I was in Xavier's covert program like Sage and Stacy-X," Foxx explained, "but with everything that's happened I thought I'd better help out here."

"I'm sure they're glad to have you," Marie said, feeling faintly disturbed by the girl's unabashed sensuality.

"Well, we'd better get going," Evangeline said. She looked at Alex, "Are the protesters still blocking the front gate?"

"Yeah," Alex sighed. He smiled grimly and asked, "Do you want a few of us to clear the way for you?"

"Actually, I have a better idea," Evangeline said as she headed for the back yard.

"Oh no," Marie groaned.

"What's wrong?" Foxx asked as they went out the back door to where the pool waited.

"Just watch," Marie sighed.

With a remarkable degree of casualness Evangeline stripped, her skirt, top and suit jacket hitting the floor one after the other. Then the woman took a few steps away and began to change. In just a few moments where a woman stood, a honest to goodness dragon crouched comfortably on the grass.

"Holy..." Foxx blurted, taking a few steps backward in awe.

"Impressive, isn't she?" Alex grinned.

"Ready to go?" Evangeline the dragon asked as Marie finished collecting her clothes.

Marie shook her head as she climbed up on Evangeline, "You should give people some warning when you're going to use your mutant power."

"Sorry, Foxx," Evangelene said as the dragon turned and loped around the buildings and towards the front gate. The anti-mutant protesters took one look at the giant dragon bearing down at them and cleared the way hastily.

Meanwhile, back in the office Scott sighed happily as Emma rubbed his shoulders from behind. "It'll be alright, Scott," she said briskly.

"We'll need to call in the reserves," Scott sighed, "shore up our numbers a bit. We also need to make sure Jean has enough people to defend the Academy too."

"I'm tempted to let Jean do it on her own," Emma snipped, "but I suppose we must, if only for the students sake."

"Emma," Scott sighed as he squeezed her hand, "you're just annoyed that the Cookoos went along with Jean."

"Teenage rebellion," Emma sniffed, "they'll be back."

Scott sighed as she eased a tight muscle. "With Ororo running her team and Excalibur over in England, who do we have available to call in?"

"We could try tempting a few of them back into the fold," Emma offered.

"Unwritten rule," Scott half smiled, "no poaching from other X-squads."

"Heh," Emma smiled. "We could move Karma back up to full X-Men status," she suggested.

"They didn't go with Jean?" Scott seemed surprised.

"No," Emma said wickedly, "in fact she seemed annoyed at being snubbed when Jean pulled the kids out."

"Good," Scott nodded, "and I got a communication from the Underground. Apparently Fantomex and a few others want to rejoin."

"We could use them," Emma nodded, "it's not a healthy time to be a mutant."

To be continued...


	4. Frenzy

X-Men, the Genesis Quest: Three

Gradually coming awake Joanna Cargill groaned to herself softly, feeling her body ache in places that she didn't know she had. The dark skinned young woman sat up in the bed, warily sweeping her surroundings with her eyes as she tried to figure out where she was and what had happened to her.

The bed chamber she was in was beautifully decorated, with fine furniture and a big bed that was probably queen sized. Decorated in rose and white the room reminded Joanna of a honeymoon suite, and she swiftly checked to see if she had gained a ring.

'Thank goodness,' Joanna smiled wryly as she got up, pulling a red sheet off the bed to cover her nakedness as she looked for a closet or some clothes while trying to figure out how exactly she had gotten here.

As far as she could recall only a few days ago Joanna had been captured by a branch of the Purifiers, a well armed band of religious zealots who believed that mutants were servants of the devil. Using powered armor and advanced weapons they had subdued her even with her strength and steel hard skin, then used some kind of gas to keep her unconscious.

Making her way to the door Joanna wondered, 'So how did I get from their secret encampment to here?'

There was a tap on the door and a woman's voice called, "Are you awake?" She paused, "I have lunch."

Joanna's stomach grumbled loudly, and she winced. "I'm up," she called, debating if she should jump the newcomer, "come on in."

The blonde haired woman who carried a tray of food wore the unusual outfit of cut offs, western style shirt and boots, along with a cowboy hat. "Nice to see you up and around," she noted, "my name's Inez, but you can call me Outlaw."

Joanna's mouth watered at the ham, eggs and toast on the plate. "I've heard of you," she noted as Outlaw led her over to a side table, "you're a mercenary."

"Yup," Outlaw agreed cheerfully, "and proud of it."

"Thank you," Joanna added as she sat down, wondering how long it had been since she had ate anything.

"Dig in," Outlaw pulled over a chair, "according to files we grabbed from the Purifiers, you've been sedated for days."

"That explains why I'm so hungry now," Joanna said a bit apologetically to Outlaw as she tore into her food.

"Good," Outlaw smiled slightly as she mused, "my Daddy always said eager eatin' is a sign of good cookin'."

"Is that a Texas accent I hear?" Joanna said as she mopped up the last of her egg yolk with some toast.

"Born and bread," Outlaw agreed. "Still hungry?" she asked.

"Hell yes."

Outlaw chuckled, "Let's get you some clothes then I'll hunt you up some more grub."

Keeping her sheet wrapped around her Joanna asked, "I didn't see a closet, how...?"

Outlaw walked over to a wall and tapped it, the barrier moving aside to reveal a high tech looking alcove. "Would you like street clothes, your Frenzy outfit or maybe Acolyte gear?" she asked with a impish smile.

"Ah, Frenzy," Joanna said, watching intently.

A few keys were pressed, there was a moment's pause then a soft whuffing sound as the machine popped out a simple leather costume, a nearly perfect copy of the one Joanna wore as Frenzy. "Here you go," Outlaw passed it over, "and it's made from unstable molecules. It'll replicate your steel hard skin. "

"Damn," Joanna eagerly took the suit, "how did she get a hold of that? I understand DR. Richards guards his patent very carefully."

"Dunno," Outlaw admitted as she lead the way out of the room, entering into a large hallway. "And I haven't really asked. Not my business," she shrugged.

They walked by a large, curved window, Joanna blinking in surprise as she saw the frigid wasteland outside. Wherever they were was in full blown winter, but in here it was warm and comfortable. Clearly, whoever owned this near palace was possessed of a immense degree of power and wealth.

'Just the sort of thing I've been looking for,' Joanna admitted to herself thoughtfully.

Pushing open a large set of double doors Outlaw said in her typical drawl, "The kitchen's just behind this mess hall."

"Do you have to call it a mess hall?" the amused voice came from the open kitchen door. As they neared they could see a redheaded woman wearing a simple green bodysuit, an white apron thrown over it.

"Miz Madelyne, if it walks like a duck and quacks like a duck, I call it a duck," Outlaw shrugged casually.

Madelyne rolled her eyes. "I see you're awake," she addressed Joanna, "I hope you're recovering from your ordeal?"

"Yes, ma'am," Joanna agreed, wondering who this woman bustling around the kitchen making food.

"I'm Madelyne Pryor," she introduced herself as she casually flipped an egg, "and I'm your host here."

"Ehh?" Joanna blurted.

Outlaw chuckled as she sat down at a larger tale, "Sorry, I shoulda warned ya pardner."

"Watch out when she does that thick accent," Madelyne quietly warned, "it means she's probably bull shitting again,"

"Hey!" Outlaw protested.

"Do you all have to be so loud?" the black haired woman complained as she walked in, her clothes messy yet still somehow sexy too.

"Sorry Selene," Madelyne said as she kissed her cheek as she passed her to grab a glass of orange juice.

'Interesting,' Joanna noted as she watched them interact in such a oddly informal way. 'It's nice, though,' she mused as she drank a cup of coffee.

"Those two really make me regret my single state," Outlaw mused as she casually got herself seconds, loading up her plate like it was going out of style.

"We could solve that," Selene leered.

Outlaw have her a look, "I don't do threesomes."

"Too bad," Selene murmured, "I'm certain I could cure your attitude problem."

"Sorry," Madelyne said as she set her own plate down, "those two like to scrap."

Joanna ate some food, debating how to ask the questions she had. Finally deciding bluntness might be her best course she asked, "Not that I don't appreciate it, but why did you and your people rescue me?"

"The fact that you were a mutant in trouble wasn't enough of a reason?" Madelyne asked, smiling at her wryly.

"To be honest, no," Joanna admitted.

Madelyne smiled suddenly, "Very sharp." She drank some orange juice, "I rescued you because you need help almost as much as I do."

"Oh?" Joanna looked curious.

"You've tangled with the X-men, as have I," Madelyne said mildly, "and I believe they may plan a preemptive strike against me, despite my having left the villainous life."

"You want bodyguards," Joanna realized.

"Bodyguards and agents," Madelyne agreed, "depending on how the situation develops."

"Sign on," Outlaw said to her cheerfully as she finished the last of her sausages, "she pays top mercenary rates."

"You're not expecting me to do it out of the goodness of my heart?" Joanna asked Madelyne.

"Oh no," Madelyne shook her head, "the worker is worth his wages, I always say."

Joanna tapped the table, "And if I say no?"

"You finish your breakfast, I call our teleporter Ariel and send you wherever you want to go," Madelyne said, "no hard feelings."

Joanna met her eyes, silently weighing her words. Her gut said that the woman was being honest, and more importantly this would be her first paying gig in a while. "All right," she nodded, "you've got me."

To be continued...


	5. New Academy X

X-Men, the Genesis Quest: Four

The Massachusetts Academy buzzed with life as repair teams worked over the buildings, repairing the damage from a earlier bombing and the neglect since the facilities had closed. Along with construction a new outer wall had already been finished, and sate of the art security features were online already.

Jean Grey shaded her eyes as she watched the winch hauling lumber up, her red hair flowing in the breeze. Dressed in a simple green pantsuit she looked sleep and beautiful, her figure shown off by the cut of her clothes. Without trying she drew the eye of many men, but her thoughts were elsewhere right then.

'Damn Emma and Scott,' Jean thought bitterly as she turned away from the dorm building, looking at the reconstructed school.

The building was actually quite a bit larger than Xavier's school, a former prep school that was several stories high and contained more of the proper school facilities. In addition to regular class rooms they had school labs, a gym and fine arts wing, now repaired and ready for a new class of students.

"Jean," Hank McCoy grinned, the catlike blue furred mutant bounding over as she neared the school's front door, "the subsurface lab is up and running, and the new Danger Room is nearly ready."

"Thanks Hank," Jean smiled back, "is the Professor in the Danger Room?"

"Calibrating the holographic systems," Hank agreed.

Shortly Jean found herself peering into the control room, seeing the Professor's legs sticking out from under a console. Charles Xavier felt her presence and slid free as the perfectly bald man smiled wryly, "Nearly done, Jean."

"No hurry," Jean knelt down as she added teasingly, "we have the students practicing in the back yard."

"I'm sure that would go over well with the construction workers," Charles noted with some amusement.

"I bet we could cover it up," Jean laughed softly. She paused a moment then added, "I'm sorry that my situation has created problems for you."

"You may have had personal reasons for this move," Xavier noted gently, "but I wouldn't have gone along with it if you hadn't made sense."

"Thanks," Jean smiled.

"Logan," Colossus nodded as the steel fleshed man helped haul a section of pre-made wall, "I almost expected you to stay with Scott's team."

Logan puffed on a cigar as he balanced the end of the wall, his brown hair swept back in it's usual two wings style. "If something does happen Jeanie's gonna need all the fighters she can get," he noted, silently adding, 'and with Scott gone, maybe I could...'

"True," Colossus agreed as they set the wall into place. In a short burst of light he shifted, steel and chrome becoming flesh and blood. Piotr Rasputin pushed his black hair out of his face as he took deep breaths, glad to be alive once more.

Some time ago Piotr sacrificed himself to activate a cure to the Legacy Virus, a cure that apparently killed him. However, apparently was the word as they later recovered a very much alive Piotr from a geneticist's lab who was working on a 'cure' for mutants. Obviously the X-men disagreed with that and busted him out, not long before the Jean/Scott/Emma situation blew up on them all.

With a sweep of his wings Archangel descended, Warren Wothington the third giving them a charming grin as he set his girlfriend down. Paige Guthrie was a newly graduated X-Man under the name Husk, with the ability to transform via shedding her skin.

Paige looked anxious as the long brown haired teen said, "I think Evangeline is on her way back. Should we get the workers clear?"

"Probably," Logan admitted after a moment, "I think even the most jaded worker is gonna freak on seeing a real dragon."

They managed to get most of the workers warned before the massive grey skinned dragon appeared in the sky, sweeping dangerously low over them before settling down in the back of the school. The young woman riding the dragin dismounted before it changed, soon leaving two women in the sunlight.

"Thanks Marie," Evangeline Watson said as she took her clothes from her partner and began to dress. Soon the black haired woman was dressed like a executive or lawyer, which was exactly what she was.

Marie D'Ancanto smiled wryly as the brown haired woman followed, "You could have skipped the dive bombing. I thought we were going to crash!"

"We had meters to spare," Evangelene said serenely.

"Feet, maybe," Marie shook her head.

"Welcome back," Logan was nearly smirking, "how did it go?"

"About how we expected," Evangeline shrugged, "Scott looked like he was sucking on a lemon when he got the news."

"Makes me wish I had been there," Logan sighed.

Archangel shook his head, his own feelings mixed. On one hand he felt Jean had been badly treated, but he also still counted Scott as a friend, no matter how much of a jerk he had been towards her.

"Miss Grey and the Professor are inside," Paige informed Evangeline, "do you need to check in with them?"

"We probably should," Marie admitted.

Evangeline nodded, "I suspect the Professor would like an update too."

Meanwhile, within the school the mutant known simply as Xorn walked the halls, his manner calm and deliberate as two children ran up the hall at him. "Careful, students," the steel helmed figure cautioned them gently, his eyes glowing with a unearthly light, "you don't want to run into anyone."

"Sorry, sir," a new student named Chaotica apologized, her body shifting slightly to match her emotional state.

"It's all right," Xorn seemed to smile, "just take care."

He watched the two hurry off, noting that Molly was showing better control of her tentacles, them he moved on. Assigned to the special case students Chaotica and Molly were among the dozen or so he oversaw, training them both in their powers and in social interaction.

Raching his rooms Xorn opened the door then froze, his eyes flashing. "What are you...?" he started to say.

Madelyne gestured, closing the door behind Xorn. "Hello Magnus," she said cheerfully, "it's been a long time."

Looking honestly perplexed Xorn said, "Miss, I don't know what you're..."

Without a motion Madelyne mentally tore the helmet off, revealing a very familiar white haired man. Magneto looked young, somehow, and shimmered with power as he glared up at her indignantly. Calmly she returned the helmet, "Here."

"You fool," Magneto pulled the helm on, "without this Xavier might sense me."

Madelyne smiled comfortingly, "Magnus, it's all right. I've shielded this room descretely, there is no way Xavier or Jean can sense us."

Magneto studied her a moment, "So, what do you want from me, Pryor?"

"Madelyne, please," she corrected him. She smiled sadly, "You know, I would have thought you'd learn your lesson by now."

"Oh?" Magneto asked.

"You're taking your special class and training them to be a new Brotherhood," Madelyne said calmly, "but you know it isn't going to work. Why keep doing it?"

Magneto scowled up at her, "It WILL work this time! When I launch my sneak attack within the X-Men, they will fall!"

"Do as you wish," Madelyne said with a shrug, "but Jean and Scott are mine."

"No, I can't let them..." Magneto staggered suddenly, trailing off.

"I just telekinetically cut off the blood to your brain," Madelyne said conversationally. She released him a moment later, "Don't try anything, I can easily shield myself."

"I won't be controlled by you," Magneto growled.

Madelyne shook her head, "It's not control, just a warning." Her expression darkened, "If you interfere with Jean or Scott, I will kill you." She seemed to fold in on herself, teleporting out before Magneto could even react.

Resealing his helmet 'Xorn' thought, 'She's clearly become very powerful, possibly stronger than when she was using a Phoenix fragment. But how? Why?'

Hurrying from his room Xorn saw Xavier and Jean hurrying up the hall. Charles looked concerned as he said, "I felt a odd ripple in the astral plane near here..."

"It might be my fault, Professor," Xorn lied smoothly, "I was experimenting on turning my powers inward earlier."

"I suppose that might do it," Jean conceded after a moment.

"I'll desist from such experiments," Xorn added politely.

"Thank you," the Professor said, though he continued to bear a thoughtful expression as they walked away.

To be continued...


	6. Gambit

X-Men, the Genesis Quest: Five

Gambit pretended to still be fast sleep as the blonde woman checked up on him, laying silently with his breathing and heart rate deliberately slowed as the woman looked him over. Finally she turned and left the room, cutting off the light from the open door and plunging him back into darkness.

Once he was sure she was gone Remy got up off the bed, noting that he was dressed in his usual armored bodysuit and long overcoat. 'They took me captive but left all my gear?' he thought, surprised, as he felt the seems of his costume and found all the various tools of his criminal trade hidden as usual.

The hallway was quiet as Gambit peeked out, his eerie red on black eyes narrowed in thought as he went back in his room. Turning on a mini-light he stuck it between his teeth as he examined the roof, eventually finding a piece of loose paneling in the ceiling. Carefully he eased it aside and pulled himself up, finding himself in a kind of crawlspace.

'Well,' Gambit thought as he carefully made his way forward through the near darkness, 'let's take a little look around.'

Meanwhile, in the kitchen a soft chime rang out. "Gambit has broken through into the ceiling," the woman's voice suddenly disturbed Frenzy's meal, "as expected."

"Thank you, Malice," Selene said as the black haired woman drank her orange juice, "keep monitoring his progress."

"You have Gambit here?" Frenzy demanded, the young black woman's arm tensing up with barely contained anger.

"He's a reluctant guest," Inez sounded amused as she reached out and casually stole a sausage off Frenzy's plate, "and as you can tell the boss has it handled."

"He's loose," Frenzy said dryly, "is that really handled?"

Madelyne Pryor finished up another batch of hash browns and served both women up a share. "We know where he is," she said then winked, "in fact, we intentionally put that passage there for him to find."

Frenzy's eyes widened a bit as she realized what they were doing, "You're letting him see what you want him to see?"

Madelyne smirked, "Exactly."

Frenzy sat back, chuckling as she conceded, "You have a very evil mind."

Selene toasted the room with a well buttered piece of toast as she added, "I tell her that every night, believe me."

"Too much information," Inez made a face as Frenzy chuckled.

Back up in the crawlspace Gambit inched along, peering through cracks in the panels to see various rooms of the strange building he was in. One room contained humanoid robots by the dozen, all with the facial design and armor of the mutant hunting Sentinels. A meeting room was lined with posters and flags covered with anti-mutant slogans, symbols scattered around belonging to the Friends of Humanity and the Right. There was a massive armory filled with so many weapons Gambit lost count after 5000, all of them high tech looking and deadly. Finally there was a hanger, loaded with what looked like state of the art scram-jets.

'This could be my way out of here,' Gambit admitted as he carefully eased one piece of roofing aside.

Using a cable from his belt Gambit descended to the floor, cat-walking over to a small, one man craft. Climbing in he did a fast instrument check, trying to recall all the training sessions he had done with the X-Men. Knowing he didn't have much time till his absense was discovered Gambit was glad to see it's fuel tanks read full and ready to go.

"Wish me luck," Gambit murmured as he fired the jet's engine. The rumbling of the engine shook his seat as Gambit used a remote command to open the hanger door, taxing into position. As men in Friends of Humanity gear burst into the hanger from one door Gambit was off, rocketing out into the snow.

Instruments quickly confirmed he was on Antarctica and Gambit shook his head in disbelief. He had no idea how the Right and FOH had built a base here, but clearly they were back to being a major threat. Instinctively he jept the jet low as anti-aircraft fire began from concealed gun mounts, skimming along the frozen tundra till he reached open water.

'I don't know if I'm far enough," he murmured as he pulled up and opened up the engines, "but my friends need to know about this as soon as possible!"

Within the fortress three women watch his fly away calmly, while one felt more than a bit confused. "I assume you wanted him to go," Frenzy has to ask, "but why?"

"Gambit is running to the X-Men with news of my base and what he saw here," Madelyne chuckled, "all of which is wrong."

Inez chuckled, "Yeah, I helped set up the prop rooms. He things this is a Friends of Humanity base, with Sentinels and heavy arms."

Frenzy began to smile, "But he knows where we are...?"

Selene laughed, "This citadel is mobile. We're already on the move, and when Gambit brings his X-buddies they'll find nothing:

"I like it," Frenzy grinned.

"Confusion to our enemies," Madelyne toasted.

"Confusion to our enemies!" everyone called back, even the computer Malice.

Turning away from the group Madelyne excused herself, explaining she had to go run a errand. Frenzy finished her food then got up and stretched, still feeling the effects of being drugged so long by their enemy.

"So, you want the full tour?" Inez asked her curiously as she got up from the table too.

"Good, it'll give me a chance to thrash those prop rooms," Inez chuckled as they went back down the hall that contained Frenzy and Gambit's rooms, then over to a new set of doors.

"So these rooms were just set up to confuse Gambit?" Frenzy asked as they began to tear the fake posters from the walls, shredding them with glee.

"They're actually store rooms, I think," Inez told her as they moved on to the next one, the fake Sentinels room. The 'robots' wounded up being empty tin mock-ups, but from a distance they still looked frighteningly real.

Destroying them mostly ended up being Frenzy's job, one that she set to with great pleasure. As a kid she had been attacked when the Sentinels had been deployed, and had only barely escaped the encounter with her life. "This," she said as she easily ripped a fake Sentinel in two, "is very satisfying."

"I'd shoot 'em up," Inez drew one of her pistols with inhuman speed, "but I'd be worried about bullets bouncing about."

"Makes sense," Frenzy destroyed the last of the fake mechanoids with a loud crash.

"Come on," Inez opened the door as they moved on, "no need to hit the armory, since it's all paper anyway. Why don't I introduce you to the other member of our merry group."

"Other member?" Frenzy asked.

"Her name is Ariel," Inez said, "or at least that's what she calls herself."

The young woman was reading a trashy magazine as they entered, her blonde hair dyed with streaks of various colors. Around the pretty young woman were oddly dancing sparkles of light, ones that seemed to draw the eye almost against your will. "Hey Outlaw," Ariel looked up with a smile.

"Yo," Inez nodded as she gestured, "This is Frenzy, our new recruit."

"Nice to meet you," Ariel offered her hand and they shook.

"So what do you do?" Frenzy asked curiously.

"I have a limited persuasive ability," Ariel admitted, "and I can open spacial warps in doorways."

Inez grinned, "She can make one door connect to any other door anywhere at will."

"Pretty cool," Frenzy admitted, instantly seeing the possibilities.

A asian looking woman dressed in a boyish style smiled at them as she came in, her black hair covered by a simple baseball cap. "Hey Inez," she nodded as she walked over to Ariel and kissed her lingeringly.

"That's Chance, Ariel's girlfriend," Inez said wryly.

"Is she a mutant too?" Frenzy asked quietly.

"Yeah, but she's not officially working for the boss," Inez answered quietly. "She has what she calls her double or nothing power," she explained, "Chance can either cancel your powers or shut them down."

"Useful," Frenzy conceded.

"Not exactly," Chance looked rueful as she cut in, "my talent isn't completely reliable. Sometimes I cancel when I mean to enhance, for instance."

Ariel took Chance's hand and squeezed it, "It's why she won't join the team... she doesn't want to see anyone getting hurt relying on her."

'Not exactly the X-Men,' Frenzy mused as she watched the three talk, 'but they'll do.'

To be continued...


	7. Mobile Team

X-Men: The Genesis Quest

Mobile X-Men

There were advantages and disadvantages to running a detached squad from the X-Men, Sam Gutherie had found. On one hand he had greater freedom to act and less concerns about students being caught in the crossfire, but on the other hand he also had less back up and support. Still, on balance he found he preferred this life to her stay at Xavier's mansion.

The Conquistador, the captured ship his team was using as a headquarters, was a massive blocky vessel that could soar high above the Earth due to advanced antigravity technologies. His team were still exploring the ship acquired from the Children of the Vault, but it was a powerful headquarters as well as a symbol of mutant power.

Standing in the control center Cannonball's blond hair shimmered in the sun as he looked over at their pilot with a smile, "How's she handling?"

Cable smiled back, the battle scarred warrior's white hair making him look older than he was. "Just fine, actually," he noted, his silver metal arm reaching out to adjust a control. "We're cruising above cloud lever above New York," he told her, "though we'd better move on before SHIELD sends the Hellicarrier to investigate."

"We wouldn't want to annoy SHIELD, would we?" Sabertooth growled, the dirty blonde animalistic mutant standing nearby. Restrained by medical nanites implanted by the X-Men the mutant was a captive of the team, working for them for his own reasons. Sam didn't trust him, but he trusted leaving him at the mansion even less.

"I dunno, could be fun," Regan Wyngarde noted with amusement, the blond standing nearby Mystique. The mutant known as Lady Mastermind wasn't a X-Man exactly, instead a villain who was under their protection as they investigated who tried to kill the young woman. She was a outgoing, fun loving woman who Sam suspected was slightly mad.

"Sensors detect incoming vehicle," Karima Shapandar noted, the Indian police officer and Omega Sentinel noted, her voice as cool as ever. Her long black hair and face were all that remained of her human appearance, the rest of her body bio-mechanical and infested with nanite technology. Originally programmed to hunt and destroy mutants she had been saved by Professor Xavier, restored to humanity once again.

"On screen," Sam ordered, suddenly feeling like a extra on Star Trek.

"Missile?" Sabertooth asked, frowning at the small, black flying shape.

"No," Cable adjusted the image on the screen, zooming in as they saw a fighter soaring through the air, a cockpit visible, "scramjet, possibly military."

"Where's it headed?" Sam asked.

"Projected course, Xavier's mansion," Karima said. "However, scans show fuel levels are running low. Should we intercept?"

"Go," Sam nodded to Cable then took the weapon's position. "Where's that tractor beam...?"

"Might want to radio him too," Iceman said seriously, Bobby Drake walking onto the bridge in his blue and white bodysuit.

Sam bit back a sigh. It occassionally was a pain having such a informal team... "Karima, try to contact him," he ordered.

"Mobile X-Men to unnamed craft, please respond," Karima radioed.

There was a moment then a very familiar voice replied, "Well, cherie, I always answer to a lady. This is Gambit, with news to the X-Men."

'Gambit?!' Sam's eyes widened. He hadn't seen him since he left the team after their last run in with Apocolypse. "This is Cannonball," he said grimly, "what's going on?"

"Trouble," Gambit said as he turned his fighter towards their ship, "can I come aboard?"

"You'd better," Sam frowned.

Later on that afternoon Mystique frowned as they finished debriefing the man. "It's too easy," she pointed out to the team, "I mean, who has crawlspaces like that anymore? And why weren't they monitoring him?" 

"Regan?" Sam looked over at her curiously.

"I'm not the most powerful telepath," Regan reminded them, "but as far as I can tell he believes what he's telling us."

"I can't believe you don't trust me," Gambit pouted as he gave up trying to charm the Sentinel.

"You struck out with Rogue, rejoined the X-Men and then became a servant of Apocolype before you disappeared," Sam said dryly. "I think it's understandable we have some trust issues."

"It wasn't me," Gambit sighed.

"Huh?" everyone looked at him in surprise.

Gambit looked over at Sabertooth, "You wanna explain?"

Sabertooth smirked as he leaned back in a chair, his muscles rippling. "Sinister must have let lose a clone of the Cajun," he explained, "he's got copies of all us Marauders on file."

Sam paled. "So there's a Apocolypse powered Gambit clone out there?!"

"Probably no," Cable shook his head bleakly as he added, "but he's probably in Sinister's hands now, being broken down for study."

"Or whoever Sinister is working for," Sam offered, musing on reports sent to the team from Pete Wisdom over at Excalibur. He shook that thought away for now as he said, "So, you think the mutant haters have a major base in Antarctica...."

"I just wonder why?" Karima asked. "There are many safer places they could set up shop like the ruins in Genosha."

"We still need to check it out," Bobby said seriously. "The idea of someone launching another Sentinel attack on us...," he shuddered.

"He's got that right," Sam agreed.

"I'll get us on course for Antarctica," Cable got up, "should we contact the school, too?"

"Let the Prof and Scott know," Sam said after a moment's thought, "if we get in trouble, they can come after us later."

"Wimps," Sabertooth laughed as he got up. "I want some grub if we're going to be fighting."

Regan left the chamber as she made her way to her quarters, the blond frowning again at the cramped accomidations. Still she strode inside and closed the door, in the process activating certain scrambling devices she had brought with her. In less than a second the room was isolated from the rest of the ship's electronic network and sealed off from any outside spying. She sat crosslegged on the bed and concentrated, sending her thoughts out....

0o0o0o0o0o0o0o0

Madelyne Pryor paused, then closed her eyes as she felt the mental contact. "Regan," she thought as she projected the reply, "are you well?"

"So far," Regan replied wryly. "Going undercover with the X-Men is more harrowing than I expected it to be."

"Oh?" Madelyne sounded concerned.

Regan answered seriously, "We're off to investigate a anti-mutant base in Antarctica...." She felt Madelyne stifle a laugh and blinked, "What?"

"That's us," Madelyne noted with amusement, "I take it Gambit fell into your hands?"

"Oh yes," Regan smiled back wryly. "Did you want us to pull in the other teams? I could see if I can influence Sam a bit."

"No, it's fine," Madelyne said after a moment's thought, "even just pulling your team will help, and it will certainly distract dear Scott."

"Is there anything more I can do?" Regan asked.

"No, just keep on working on the Omega Sentinel," Madelyne said after a moment, "when it's time, you two could be very useful to me."

To be continued....

Notes: Yes, I'm messing around with the X-Men timeline. I've moved the Apocolypse returns storyline and Children of the Vault plots back to the Morrison X-Men era, more or less. And as I have Rogue and Mystique over in my alternate Xtreme X-Men series, I couldn't use them in this group.


	8. New Alexandria

X-Men, the Genesis Quest

New Alexandria

The room was bare, the walls plain stone, shaped by human hands into a meditation chamber. The golden sandstone reflected the light from a opening in the roof, letting sunlight shine down and bathe the room in it's glow. In a band around the room were pictograms etched in the stone, resembling those of ancient Egypt.

Standing in the centre of the chamber the tall, bald man was bathed in the stellar radiation, his arms out slightly and palms turned up. He wore simple white robes, only marked with a golden clasp and a wide necklace of gold, each designed in the Egyptian style. His eyebrows and beard were deep black and his skin tanned, though there was a odd hint of grey in his skin.

Without warning the wall of the chamber blew inward, as if struck by a mighty fist, and a group of figures appeared in the dust. "Surrender, Living Pharaoh!" Cyclops yelled, his hand on the firing stud of his thin gold visor.

"Never," he answered, turning to face them as he identified his foes.

Cyclops, as usual, lead the X-Men as the others fanned out beside him. Angel was aloft, his white wings shining, while the Beast clambered over the rubble with inhuman agility. Beside Cyclops was Marvel Girl, the green and red clad telekinetic sticking close to him, while Iceman stood ready to cast his subzero attacks. Nearby Havok and Polaris took up the rear, the plasma caster and magnetic heroine ever slightly reluctant to do battle.

"Beast, Angel!" Cyclops ordered even as he fired a optic blast as a distraction.

With surprising ease the man blocked the bolt with his stone-like palm, the energy deflecting sideways. But as he was occupied Angel ferried the Beast up to the top of the chamber then tossed him down, right towards their adversary.

"This will inevitably be a smashing impact!" the Beast quipped.

With inhuman speed the Egyptian snatched the Beast from the air, grabbing him on both sides of his barrel like chest. Bones crunched as he brought his hands together, then he cast the bleeding body aside as he simply said, "Next."

"Hank!" Angel cried as he dove in at maximum speed, actually managing to drive their foe backwards. He recovered quickly, though, bringing his hands together to strike a crushing blow to his back, breaking it with a wet snap.

Havok jerked forward, eyes wide with shock as he yelled, "NO!" With a gesture raw cosmic power flowed across the room, but their foes seemed to simply soak it up.

"Jean, throw him off balance!" Cyclops yelled as he and Iceman poured on their attacks, but he seemed to shrug them all off.

Charging forward the man punched Polaris in the head, his fist emerging from the other side to splatter the wall with her brains. Havok screamed as he cut loose again, but a swift kick to his solar plexus shut him up, not to mention crippling him.

"Fuck this!" Iceman yelped, running back out the hole.

Marvel Girl floated up, illusionary fire dancing around her body as she intoned, "I am power and life incarnate, I am...."

"Pitiful bluff," he strode through the fire and blasted her down, even as Cyclops came around behind him, blasting away.

"As long as I live," Cyclops yelled furiously as he unleashed his full power optic blasts, "the X-Men will never die!"

Shrugging off the blast the man grabbed him by the throat. "Then you need to stop living," he growled, breaking Cyclops' neck.

There was a beat of silence, then applause as a redheaded man in a bad suit and bow tie came out of the wall, clapping. "Damn that was cool," Arcade said cheerfully, "and you beat your last time by fifteen seconds."

"What happened to the Iceman?" he asked curiously.

"My people shot him, Osiris," Arcade shrugged casually as he explained, "he was paid to do a job, and he didn't do it."

"The original X-Men have ceased to be a challenge to me," Osiris admitted as he towelled away the sweat as well as blood and oil from the cyborgs he had just slaughtered, "how soon can you have a new squad ready?"

"Which team?" Arcade asked. As the head of Murderworld he was a genius in robotics and in replicating superpowers, using traps and killer androids to kill victims. When Osiris said he wanted X-Men androids programmed to kill him, Arcade was perfectly willing to go along.

"The second," Osiris concluded as he stripped off his fouled clothes and pulled on a clean robe and sandals, "i might as well work through them in order."

"Cyclops," Arcade checked them off, "Banshee, Colossus, Nightcrawler, Storm, Thunderbird and Wolverine? Can do, shouldn't be more than a week."

"Good," Osiris nodded, "and do not tell me when you send them out to get me." He smiled faintly, "I want it to be a surprise."

"I like you better and better," Arcade grinned, trotting out of the room as his tech teams moved in to carry out the corpses.

Osiris put his hand on one man's shoulder, "Treat the bodies with respect. They volunteered for this, to let me test myself against real opponents."

"And the fake Iceman?" the man asked.

"His cowardice overwhelmed him," Osiris answered,. "do with him what you will."

A few moments later his head lieutenant entered the chamber, her long black hair flowing over her shoulders. "Lord Osiris," the olive skinned woman said mildly, "how do you stand that man? He is utterly disrespectful to you."

"arcade tried to pat your ass again?" Osiris guessed.

"Indeed," Horus said flatly.

"He is useful to me, Horus," Osiris told her, "and for that I will bear much." He smiled wryly as he added, "I'll talk to him about the ass grabbing."

Together they walked out of the meditation chamber into a much more modern facility, gleaming steel walls and polished floors stretching out into the distance. Out the windows a blasted, damaged landscape was visible, but nearer to the building green grass, trees and flowers were beginning to take hold once more.

"Teams have finished demolishing Hammer Bay, clearing rubble left after the Sentinel attack. We're picking up the pace in terraforming irradiated areas of Genosha, though it's rough going," Horus told him.

"And the survivors?" Osiris asked.

"Few and far between," Horus admitted. "We've had several former criminals arrive after the disaster, such as Unus and Callisto. We've recruited some and encouraged others to go."

"Good work," Osiris said as they reached the observation deck of his headquarters, the largest building in the city of New Alexandria.

New Alexandria was a modern city, yet it carried traces of the Mideast. The decorations, especially, reminded one of both Egypt and Rome, and it shone like the sun on the shore. Carefully laid out and planned it was a city intended for the future, fitting since it's population was to be mutants and progressive humans.

"Leave me," Osiris ordered her as he gracefully sat on the chair by the edge, looking out at the city, "I need to think."

"Of course, sir," Horus bowed and left.

Osiris looked out over the city, considering how he came to be here....

Once he had been a simple professor, a researcher who believed the Pharaohs were mutants. Reviled and attacked for his belief his own latent mutant power awoke, cosmic energy bolts killing his tormentors but not soon enough to save his wife.

Discovered by a Egyptian cult he became the Living Pharaoh, seeking to bring back the rule of ancient kings. Learning of a connection between his own powers and the hero Havok he kidnapped the boy, triggering his transformation into the Living Monolith. Again and again he sought power and he was repeatedly defeated, his final lost ending with him exiled into space.

There he was found by servants of the high lord Apocalypse, who needed his unique powers. Apocalypse plotted to seize the combined powers of twelve mighty mutants to become the most powerful entity on Earth, and he nearly succeeded too. In the course of that battle he himself was possessed by Apocalypse.. and it was a frightening revelation.

Before, he had known that innocents would die for his cause, and he had been prepared to do what he must. But in Apocalypse he saw something much darker, seeped in evil. Sharing one body he saw the vision of the future Apocalypse wanted, a horror show. Endless war from all over the Earth, unimaginable slaughter as men fought against each other, simply to winnow out the weak and promote the strong, only so that Apocalypse could consume the winners.

When Apocalypse's scheme fell apart and he fled his body, the surviving servants of the Living Pharaoh helped spirit him away. As he healed from the violation of his body and spirit he took the name Osiris, and with it a new path. Instead of wasting time fighting needless battles for power, he dedicated himself to foiling Apocalypse's designs, and guiding his kind, mutants, and humans to a better future.

'And this is where I begin.' Osiris thought, gazing at his city with pride.

When wild Sentinels had attacked Genosha, they devestated the hubs of mutant occupation like Hammer Bay. But here, humans and mutants had fought side by side with weapons provided by their allies, and the Sentinels did not know what to do. That confusion coupled with Osiris' own powers were enough for them to win the day, saving the city and making it a beacon of hope in this ruined land.

There was a flicker on the edge of his vision, and then a redhead appeared, garbed in a simple black bodysuit. "Madelyne," Osiris nodded, "you're looking well."

"Thank you, you too," Madelyne said with utter insincerity.

Osiris, frankly, was not happy about having Madelyne Pryor as a ally, but he needed her. The advanced weapons his forces used to defeat the Sentinels were derived from technology she provided, and she had helped him negotiate with Magneto, when he ruled Genosha. Still, he did not trust her, and he knew she did not trust him.

"You don't normally make contact casually," Osiris said as he leaned forward in his seat, "what can I do for you?"

"My plans are moving forward, and the X-Men are going to start realizing someone is acting against them," Madelyne said seriously, "and you're the most public of their former enemies. I feel almost certain Cyclops will come knocking at your door."

"Hmm," Osiris frowned, but he thought she was probably right. Cyclops was a excellent tactician, but he could be blind to a bigger picture. He looked at Madelyne thoughtfully, "You could have just phoned... I take it you have a suggestion?"

"Do n ot respond to a attack with aggression," Madelyne said simply, smiling slightly. "You're legally dead in the US and not wanted internationally, you're legit now," she said, "attacking you will only hurt the X-Men's reputation."

"Very very true," Osiris exchanged a grin with Madelyne, both of them liking the idea of their adversary making fools of themselves. He debated saying something more, but he knew he owed his ally something. "Madelyne, it is not my place to say but...."

"Yes?" Madelyne looked at him thoughtfully.

"I have gained no satisfaction seeking revenge, only emptiness," Osiris said quietly, "and grief over what it has cost me. It is not too late for you to turn back."

"It's lucky for me that I'm not seeking revenge," Madelyne answered after a moment, "only justice." And with that, her psychic presence faded away.

To be continued....

Notes: I've always felt the Living Pharaoh had the potential to be a real contender in villainy. He has cosmic energy powers, a army of cultists all over the world, immense wealth and science fiction style weaponry. Yet every time he appeared he got his ass whipped, often by the X-Men but occasionally by much weaker heroes like Spider-Man. In this story I've powered him up a bit by having him access his higher order power to become stone at normal size as well as use cosmic energy more easily.


	9. Final

X-Men: The Genesis Quest

Final

Madelyne Pryor looked up from what she was reading, facing the reader. "Ah, hello," the redhead nodded stiffly as she said irritably, "well, if you are reading this you have noticed my minion updated our story." Under her breath she muttered, "Lazy bastard."

"Hey!" The Author protested.

Ignoring that Madelyne finished, "Sadly, the interest of the fandom isn't really there, so I've decided to put this story to bed."

"But boss!" Outlaw yelped, the busty blonde dressed in her usual cowboy based clothes, "What about our story? It's not fair!"

"There there," Madelyne patted her on the shoulder, "I know. It disappoints me too. But honestly, what are we to do?"

Joanna Cargill scowled, the black skinned woman shaking her head as she grumbled, "Damn fans. They're too fickle."

"It's the whole internet generation thing," Selene pointed out with a sigh, the black haired woman dressed in a slinky black dress that nearly revealed all her assets. She pouted, "I SAID we should all get into a orgy, that would have drawn readers in."

"Not all of us go that way," Outlaw sniffed.

"You dated Deadpool," Joanna smiled slightly, "I'd think that some muff diving would be a improvement."

"Oh shut up, Frenzy," Outlaw growled.

Selene stalked over to Madelyne and took her arm, "Well, if we are being canceled, I want to have my way with you again one more time."

Madelyne blushed but nodded, "She's right, see you later."

Meanwhile, the special contractors known as LiveWires were getting the news of the sudden cancellation too. "Disappointing," the muscular, army fatigue wearing Hollowpoint Ninja noted, "we seem to be doomed to comic book limbo."

Gothic Lolita shook her head as the fancy dressed super strong android said, "No more rollicking adventures beating things up? Aww."

Social Butterfly shook her head, the pretty young woman perched on the jeep nearby where they waited, "Too bad Adam Warren is so busy with Empowered, if he was writing more Marvel comics I'm sure he'd sneak us in somewhere."

"True enough," Hollowpoint Ninja nodded glumly.

Stem Cell crossed her arms in irritation as the smallest of the team complained, "Now I'll never get to discover is I have bisexual tendencies with Lolita." Everyone looked at her and she blinked, "Ooops, did I say that out loud?"

Cornfed snickered, the bulky man sitting in the jeep.

Gothic Lolita walked over to Stem Cell as she said archly, "Why didn't you ask?"

"Change scenes," Cornfed growled to the author as Lolita ripped Stem Cell's shirt off, "we're about to lose our PG rating!"

Meanwhile, over at the Xavier Mansion and the Massachusetts Academy, there was a more resigned feeling among the various casts. The general thought running through their heads was 'At least we still have our comics roles' and such.

"Plus," Hank McCoy aka the Beast noted mildly as the blue furred man read the notice hanging upside down from the roof of a room in the Massachusetts Academy, "at least we don't have to worry about some of us going gay."

"What?" Colossus blinked, Peter Rasputin inexplicably in his armored form. The young former Russian looked honestly perplexed, an expression usually not far from his face.

"I think the Author's insulting your intelligence," Charles Xavier noted with his telepathy.

"Ignore it," Colossus sighed. He looked at Beast, "What did you mean, again?"

"I checked the punk's stories online," Logan answered instead, the mutant known as Wolverine sourly puffing on a cigar, "about half the girls he writes go gay."

"That would be kind of hot," Warren Worthington noted mildly, the blond haired Archangel casually walking through.

"Spoil any shot I had with Jean too," Logan scowled.

"You know," Beast noted impishly as he swung down from the roof, "I DID notice Jean sneaking off to talk to Evangeline a few times..."

"Oh, I hope you're kidding," Paige Guthrie shook her long blond hair, sighing.

Over at the Xavier Mansion, Scott Summers was sighing in honest relief as he put the cancellation notice on his desk. "Why do you sound happy?" Emma Frost asked her lover, the blond looking at him thoughtfully.

Scott looked a bit sheepish, his ruby quartz glasses shielding his eyes as he admitted, "At least with the story coming to a early end Madelyne can't sue me for wrongful death and Jean can't clean me out in the divorce."

"I suppose you are lucky at that," Emma noted, mentally noting that her lover was indeed a real jerk. 'Too bad I'm attracted to that type,' she sighed.

Out in the yard Alex Summers was randomly firing plasma bolts into the sky, the white rings of his costume churning powerfully. "What are you doing, Alex?" Polaris yelled, the green haired woman frowning fiercely.

"Sorry," Alex smiled ruefully, "but with the story coming to a end, we can do whatever we want." He grinned, "You know how rare it is that I can cut loose?"

"You know, I hadn't thought about that," Polaris admitted. She smiled a bit evilly, "Are those protesters still camped out at the mansion gates?"

"That they are," Havok smiled, seeing where she was going.

"What say we give 'em a little scare?" Polaris laughed.

"Why the hell am I on this team AND the Massachusetts Academy one?" Logan asked, panting after having jogged his way back from the academy.

Cable looked amused as the taller man passed him a beer with his cybernetic arm, "Author made a mistake?" He shrugged, "The writer put me with Cyclops and the mobile team, after all."

"Wouldn't surprise me," Logan popped a claw and sliced the top of the beer can off before chugging it down.

Sam Guthrie and his Mobile Team had crashed their ship the Conquistador out on the lake nearby Xavier's, the team moving out to join the semi-party that was forming. Well, except for Sabertooth who was trapped in the Danger Room with the safety systems turned off.

"Think we were mean to Sabertooth?" Karima Shapandar asked, the Indian police officer and Omega Sentinel drinking a beer with the crowd. Not that a beer had much effect on a cyborg like her, but she liked to try to fit in.

"Nah," Logan shook his head, chugging another.

Regan Wyngarde looked a bit sheepish as blond asked, "So did you always know I was with Maddy's group?"

"Pretty much," Sam Guthrie shrugged as he said, "plot made us ignore it, pretty much."

"Well, thanks for not doing anything TOO nasty to me," Regan said as she took a drink.

Bobby Drake aka Iceman was making ice-sculptures on the lawn, mostly of noted X-enemies and letting his friends blast them. "Look," he formed another one, "I'm Dark Beast! Let's operate!"

Fa-WOOSH! It exploded into ice shards as Cable shot it. "Not bad, Drake," he called. "Wanna beer?" he asked politely.

"Nah," Iceman shook his head. "Hey," he asked, "why was Mystique in a few scenes earlier, when she's supposed to be off with Ororo's squad?"

"Author mistake," Cable and Logan chorused, making everyone laugh.

"Who's up for going over to the Massachusetts Academy and beating the crap out of Magneto?" Chamber asked, the black haired young mutant's mouth and burst open chest churning with unearthly energies.

"Are we supposed to know he's hiding out as Xorn?" Havok asked as he and Polaris returned from terrorizing the bigots.

"I don't think anyone's really worrying about continuity at this point," Sam noted with a laugh. "Let's do it!"

Meanwhile, back in the Antarctic base of Madelyne's band of renegades, The moans and sighs in the bedroom gradually came to a stop. "Ah, that was nice," Selene sighed, untying Madelyne from the bedposts.

"You know, if we showed the readers more sex we might have been more popular," Madelyne noted, rubbing her sore wrists.

"They don't deserve to see us having hot lesbian sex," Selene told her smugly as she cuddled with Madelyne.

"And this is totally out of character for both of us," Madelyne noted.

Selene smiled as she said, "I won't tell if you won't."

Over in another part of the base Chance and Ariel were pouting as they finished their coffees. "Damn it, we barely got a cameo!" Ariel bitched, the rainbow haired girl perched on the counter.

"At least you got to join the X-Men in the comics," Chance noted, the Asian young woman sitting beside her.

Ariel snorted, "Yeah, just in time to get killed off by zombies."

Chance winced, "Ouch."

"Yeah, being a bit character in X-Men pretty much means you're cannon fodder," Ariel agreed glumly as she finished off her coffee.

Chance hugged her gently, "Don't worry, you can always hang out with me in character limbo."

Ariel smiled as she hugged her back, "Thanks.

End

Notes: The sad truth is this fic has gotten very few reviews, leaving me rather unmotivated to continue. It doesn't help that canon X-Men has really gotten worse in the past few years, making me even less interested in writing stuff based on it. I AM however sorta tempted to do something with the Living Monolith ideas eventually, assuming I can figure out the best way to do it. Keep an eye out, and I'll post something as soon as it's ready.


End file.
